Securities code: Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) securities abbreviation: Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) Announcement No.: 2022020 Sichuan Jiuyuan Yinhai Software Co.Ltd(002777)
Announcement of resolutions of the 2021 annual general meeting of shareholders
The company and all members of the board of directors guarantee that the information disclosed is true, accurate and complete without false records, misleading statements or major omissions. Important tips
1. There is no increase, change or rejection of proposals at this shareholders’ meeting;
2. This general meeting of shareholders does not involve changing the resolutions adopted by previous general meetings of shareholders;
3. The proposals of this meeting are all major issues affecting the interests of small and medium-sized investors. The votes of the company on small and medium-sized investors (excluding shareholders who individually or jointly hold more than 5% of the shares of the company and other shareholders other than directors, supervisors and senior managers of the company) are calculated separately.
1、 Convening and attendance of the meeting
1. Meeting time:
(1) On site meeting time: 14:30 PM, Friday, April 8, 2022
(2) Online voting time: April 8, 2022
Among them, the specific time for online voting through the trading system of Shenzhen stock exchange is 9:15 to 9:25 a.m. on April 8, 2022; 9: 30-11:30 and 13:00-15:00 PM; The specific time of voting through the Internet of Shenzhen stock exchange is any time from 9:15 a.m. to 15:00 p.m. on April 8, 2022.
2. Venue: conference room, 25th floor, yinhaixin block, Sanse Road, Jinjiang District, Chengdu, Sichuan
3. Meeting mode: combination of on-site voting and online voting
4. Convener: Board of directors
5. Moderator: Mr. Lian Chunhua, chairman
6. The convening, convening and voting procedures of this extraordinary general meeting of shareholders comply with the provisions of the company law, the articles of association, the rules of procedure of the general meeting of shareholders and other relevant laws, regulations and normative legal documents.
7. Attendance at the meeting:
The shareholders attending the meeting and the shareholders authorized and entrusted 18 representative shareholders, representing 145120900 shares, accounting for 462133% of the total shares of the listed company. Among them, there are 13 shareholders (hereinafter referred to as “minority shareholders”) except directors, supervisors, senior managers and shareholders who individually or jointly hold more than 5% of the shares of the company, representing 17739640 shares, accounting for 5.6491% of the total shares of the listed company.
(1) The shareholders who passed the on-site voting and the shareholders authorized six representatives, representing 127381560 shares, accounting for 405643% of the total shares of the listed company.
(2) 12 shareholders voted online, representing 17739340 shares, accounting for 5.6490% of the total shares of the listed company. The directors, supervisors and witness lawyers hired by the company attended the meeting, and some senior managers of the company attended the meeting as nonvoting delegates.
2、 Deliberation and voting of proposals
The shareholders’ meeting adopts the combination of on-site voting and online voting. After the shareholders’ representatives attending the meeting deliberate the proposals one by one, the following resolutions are reached:
1. Review the proposal of the company’s 2021 financial final accounts report; Total voting:
145116594 shares were approved, accounting for 999970% of the shares held by all shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0026% of the shares held by all shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0004% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
17735334 shares were approved, accounting for 999757% of the shares held by minority shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0209% of the shares held by minority shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0034% of the shares held by minority shareholders attending the meeting.
Voting result: the motion was passed.
2. To consider the proposal of the self-evaluation report on internal control in 2021; Total voting:
145116594 shares were approved, accounting for 999970% of the shares held by all shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0026% of the shares held by all shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0004% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
17735334 shares were approved, accounting for 999757% of the shares held by minority shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0209% of the shares held by minority shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0034% of the shares held by minority shareholders attending the meeting.
Voting result: the motion was passed.
The company’s proposal on profit distribution in 2021; Total voting:
145116594 shares were approved, accounting for 999970% of the shares held by all shareholders attending the meeting; 3700 shares were opposed, accounting for 0.0004% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
17735334 shares were approved, accounting for 999757% of the shares held by minority shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0209% of the shares held by minority shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0034% of the shares held by minority shareholders attending the meeting.
The proposal needs to be passed by a special resolution of the general meeting of shareholders, that is, more than 2 / 3 of the voting rights held by shareholders (including shareholders’ agents) attending the general meeting of shareholders.
Voting result: the motion was passed.
4. Review the proposal on the work report of the board of directors in 2021; Total voting:
145116594 shares were approved, accounting for 999970% of the shares held by all shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0026% of the shares held by all shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0004% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
17735334 shares were approved, accounting for 999757% of the shares held by minority shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0209% of the shares held by minority shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0034% of the shares held by minority shareholders attending the meeting.
Voting result: the motion was passed.
5. Review the proposal on the work report of the board of supervisors in 2021; Total voting:
145116594 shares were approved, accounting for 999970% of the shares held by all shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0026% of the shares held by all shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0004% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
17735334 shares were approved, accounting for 999757% of the shares held by minority shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0209% of the shares held by minority shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0034% of the shares held by minority shareholders attending the meeting.
Voting result: the motion was passed.
6. Review the proposal on the text and summary of the company’s 2021 annual report; Total voting:
0.0026% of the shares held by all shareholders at the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0004% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
17735334 shares were approved, accounting for 999757% of the shares held by minority shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0209% of the shares held by minority shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0034% of the shares held by minority shareholders attending the meeting.
Voting result: the motion was passed.
7. Review the proposal on the special report on the deposit and use of the company’s raised funds in 2021; Total voting:
145116594 shares were approved, accounting for 999970% of the shares held by all shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0026% of the shares held by all shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0004% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
17735334 shares were approved, accounting for 999757% of the shares held by minority shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0209% of the shares held by minority shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0034% of the shares held by minority shareholders attending the meeting.
Voting result: the motion was passed.
8. Review the proposal on the special audit statement on the occupation of funds by Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) controlling shareholders and other related parties; Total voting:
24804394 shares were approved, accounting for 999416% of the shares held by all shareholders attending the meeting; 13900 shares opposed, accounting for 0.0560% of the shares held by all shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0024% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
17725134 shares were approved, accounting for 999182% of the shares held by minority shareholders attending the meeting; 13900 shares opposed, accounting for 0.0784% of the shares held by minority shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0034% of the shares held by minority shareholders attending the meeting.
Affiliated shareholders Sichuan Jiuyuan Investment Holding Group Co., Ltd. and Sichuan Science City Ruifeng Group Co., Ltd. avoided voting, and their shares were not included in the total number of valid voting shares of this proposal.
Voting result: the motion was passed.
9. Review the proposal on the appointment of audit institutions in 2022;
Total voting:
145116594 shares were approved, accounting for 999970% of the shares held by all shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0026% of the shares held by all shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0004% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
17735334 shares were approved, accounting for 999757% of the shares held by minority shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0209% of the shares held by minority shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0034% of the shares held by minority shareholders attending the meeting.
Voting result: the motion was passed.
10. Review the proposal on the verification report on replacing the expenditure of self owned funds in advance of raised investment projects in 2021 with raised funds; Total voting:
145116594 shares were approved, accounting for 999970% of the shares held by all shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0026% of the shares held by all shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0004% of the shares held by all shareholders attending the meeting. Total voting of minority shareholders:
17735334 shares were approved, accounting for 999757% of the shares held by minority shareholders attending the meeting; Oppose 3700 shares, accounting for 0.0209% of the shares held by minority shareholders attending the meeting; 606 shares were abstained (including 0 shares by default due to non voting), accounting for 0.0034% of the shares held by minority shareholders attending the meeting.
Voting result: the motion was passed.
3、 Legal opinions issued by lawyers
1. Name of law firm: Beijing Guofeng (Chengdu) law firm
2. Name of witness lawyer: Yang Huajun, Wang Yuhan
3. Concluding observations: the convening and convening procedures of the company’s general meeting of shareholders, the qualifications of the personnel attending the on-site meeting of the general meeting of shareholders and the convener, as well as the voting procedures, voting results and other matters comply with the relevant provisions of laws, regulations, normative documents and the articles of Association; The voting result of this general meeting of shareholders is legal and valid.
4、 Documents for future reference
1. Resolution of Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) 2021 annual general meeting signed by directors attending the meeting; 2. Legal opinion of Beijing Guofeng (Chengdu) law firm on Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) 2021 annual general meeting of shareholders issued by Beijing Guofeng (Chengdu) law firm;
It is hereby announced.
Sichuan Jiuyuan Yinhai Software Co.Ltd(002777) board of directors
April 8, 2002
